Business Supplier Onboarding Packet

Business Supplier Onboarding Packet

This Business Supplier Onboarding Packet (the Agreement) is entered into by and between Client Name: and Supplier Legal Name: . Effective Date:

WHEREAS

WHEREAS, Client requires certain goods and/or services in the ordinary course of its business and desires to establish Supplier as an approved vendor to provide such goods and/or services on the terms set forth herein; and

WHEREAS, Supplier represents that it possesses the experience, personnel, facilities and licenses necessary to perform the goods and services described in this Packet and agrees to comply with Client's reasonable procurement, quality and compliance requirements as set forth below.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows.

Supplier Information

Corporation    LLC    Partnership    Sole Proprietor    Other:

Scope of Work

Supplier shall provide the goods and/or services described below in accordance with the terms and specifications set forth in this Packet. Supplier agrees to perform in a professional and workmanlike manner and to comply with Client's written instructions when issued.

Payment Terms

Late Payment: Client may assess interest on any undisputed overdue amount at the lesser of (a) % per month or (b) the maximum rate permitted by applicable law. Supplier must notify Client in writing of any disputed invoice within 15 days of receipt; undisputed portions remain payable.

Term and Termination

Term: This Agreement commences on Start Date: and continues until End Date: unless earlier terminated in accordance with this Section.

Either party may terminate this Agreement for convenience upon providing written notice at least days prior to the effective termination date. Either party may terminate for material breach if the breaching party fails to cure such breach within 30 days following written notice.

Confidentiality

Each party acknowledges that it may receive Confidential Information from the other. "Confidential Information" means nonpublic information disclosed in any form that is designated as confidential or that a reasonable person would understand to be confidential. Receiving party shall (a) use Confidential Information solely to perform obligations under this Packet; (b) restrict disclosure to employees and agents who need to know and who are bound to confidentiality obligations no less protective than those herein; and (c) take commercially reasonable measures to protect the confidentiality of such information. Confidentiality obligations shall survive termination for a period of three (3) years, except for trade secrets which shall be protected as long as they qualify as trade secrets under applicable law.

I acknowledge and agree to the Confidentiality obligations set forth above.

Insurance and Compliance

Supplier shall maintain, at its expense, insurance coverages sufficient to protect against claims arising out of Supplier's performance, including commercial general liability, workers' compensation and automobile liability where applicable. Upon request Supplier shall furnish certificates of insurance evidencing required coverage and naming Client as an additional insured where reasonably requested.

Compliance: Supplier represents and warrants that Supplier, its owners and key personnel are not debarred, suspended, or otherwise ineligible to do business and will comply with all applicable laws, regulations and Client's reasonable policies regarding safety, ethics and data protection.

Supplier attests that it complies with applicable laws and is authorized to provide the goods and services described in this Packet.

Warranties and Indemnification

Supplier warrants that all goods and services furnished under this Packet will conform to the agreed specifications, will be free from material defects and will be fit for their intended purpose for a period of ninety (90) days from acceptance unless otherwise agreed in writing. Supplier shall defend, indemnify and hold harmless Client and its directors, officers and employees from and against any claims, losses, liabilities, damages and expenses (including reasonable attorneys' fees) arising out of Supplier's breach of this Packet, negligence, wilful misconduct or infringement of third-party rights.

Governing Law; Entire Agreement

Governing Law: This Packet shall be governed by and construed in accordance with the laws of the jurisdiction of Governing State: without regard to conflict of law principles.

Entire Agreement: This Packet, together with any issued purchase orders or written addenda expressly incorporated herein, constitutes the entire agreement between the parties regarding the subject matter and supersedes all prior negotiations and understandings. Any amendment must be in writing and signed by authorized representatives of both parties.

Operational & Payment Details

Product / Service Logistics

Certifications & Acknowledgements

By checking the boxes below, Supplier certifies that the statements are true and accurate and that Supplier will notify Client promptly of any material changes.

Supplier is not debarred, suspended or otherwise ineligible to perform services.

Supplier complies with all applicable laws, including labor, environmental and export control laws where applicable.

To the best of Supplier's knowledge, no material conflict of interest exists that would prevent Supplier from performing under this Packet.

Supplier certifies that the information provided in this Packet is true, accurate and complete. Supplier authorizes Client to verify any information provided and to contact references listed herein.

I certify the foregoing on behalf of Supplier and agree to be bound by the terms of this Packet.

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